Common use of No Stop Orders; No Material Misstatements Clause in Contracts

No Stop Orders; No Material Misstatements. No order preventing or suspending the use of the Registration Statement or any Rule 462(b) Registration Statement relating to the proposed offering of the Placement Shares has been issued by the Commission, and no proceeding for that purpose or pursuant to Section 8A of the Securities Act has been instituted or threatened by the Commission, and the Registration Statement and the Prospectus conformed in all material respects to the requirements of the Securities Act, and did not contain an untrue statement of a material fact or omit to state a material fact required to be stated therein or necessary to make the statements therein, in the light of the circumstances under which they were made, not misleading; provided, however, that the Company makes no representations or warranties as to information contained in or omitted from any Prospectus caused by an untrue statement or omission made in reliance upon and in conformity with the Agent’s Information (as defined in Section 9(a)).